Association agreement: an agreement between two or more … Moreover, and to a lesser extent, the company`s by-statutes will settle things like: conversely, if you are a minority shareholder, do you want a provision stating that if the majority shareholders want to sell their shares, they should also ensure that the potential buyer also offers to buy your shares, and this on less favourable terms? There are many ways to structure a business or consolidate certain rights for different shareholders. Some of them can be dealt with by shareholders who agree with each other. But some things are done more comfortably thanks to custom statutes. These can become as complicated as you like. In particular, you can create different classes of shares, each with different voting rights (or not), different rights on dividends and returns on investments (for example.B. fixed dividend rights as a priority over other shareholders) and different rules for the transfer of shares. If you have more than 50% of the voting shares, you can decide when you distribute dividends. Otherwise, shareholders will not have an automatic right to dividends.
Do shareholders have to agree in advance on dividend policy measures? Should a shareholder be allowed to transfer shares to counterparties or other companies in which he or she is a shareholder (or to corporate companies)? What will happen to the assets that have been brought by the shareholders to the joint venture? Should there be a period during which some or all shareholders should not have the right to sell their shares? – a period of prohibition? How long? Should the chairman of a shareholder meeting or board meeting vote? Who should be the president? Should staff be seconded to the joint venture? Should the joint venture be created with a defined lifespan, under which it would be appropriate to sell or liquidate in a manner duly agreed in advance? In certain circumstances, should a shareholder be forced to offer his shares to other shareholders (a mandatory transfer notification)? Z.B. Another common mistake in developing a joint enterprise agreement is to take into account only the positive results. No party will want to propose that the project may not be successful, but it is precisely in times of distress that the agreement is called into question. Should there be restrictive agreements on what each shareholder can do and what the joint venture can do? A return on their investment? The dividend flow? Return on investment? Should one of the shareholders take precedence over dividends? For the return on capital? Dividend coupons? There is a lot you can do by creating different classes of shares with different rights on dividends and returns on investment. Joint venture companies can take all kinds of shapes and sizes. They can involve all kinds of shareholders who might have different interests. They may be full start-ups or include an established company that takes shares in another established company. In any case, our corporate lawyers can enter into the transaction at an early stage to carry out due diligence: in corporate and commercial law… More and, ultimately, project, negotiation and mastery of the signature, and not just the shareholders pact: an agreement between two or more … Even more, but the subsidiary documents, which are often necessary to properly document the transaction, such as: The content of a shareholders` pact is similar to that of a joint venture agreement, but there are some differences. In most cases, shareholder agreements relate to the financial participation of an existing company and related issues, while joint venture agreements contain more than technical know-how or the supply of equipment, among others.